Governance Documents and Policies

TORM has as of January 2021 elected Denmark as home state for the purposes of the EU Transparency Direction. TORM’s major shareholder reporting threshold is 3% of the voting rights or nominal value of the total share capital with further announcement requirements for each whole percentage point upwards or downwards movement.

TORM plc (the “Company”) has elected to adopt the Code, a copy of which is available on www.frc.org.uk.

As a company incorporated in the UK and listed on Nasdaq both in Copenhagen and in New York, the Company is required to report on its compliance with the Code in accordance with the “comply or explain” principle.

The Company’s position with respect to compliance (or non-compliance) with the individual recommendations of the Code is required to be included in the Directors’ report forming part of the Company’s Annual Report and Accounts (the “Annual Report”), the contents of which are summarized in more detail in this Corporate Governance Statement. Prior to publication of the 2024 Annual Report, any references to the Annual Report should be viewed as reference to details which will appear in that Annual Report.

The Company has a one-tier board governance structure in accordance with UK legislation and is governed, subject to its Articles of Association, by its Board of Directors, consisting of both Executive and Non-Executive Directors, which undertake both the management and monitoring functions of the Company (the “Board”).

Practices of the Board in general of the Company and any Executive Director(s):

• The Directors are entrusted with the overall responsibility for the Company. The duties of the Directors include establishing policies for strategy, accounting, organization and finance and the appointment of executive officers. The primary responsibilities of the Directors are to manage the business and affairs of the Company within the limits prescribed by the Company’s Articles of Association or by special resolution of the shareholders. The Directors must act in what they consider the best interests of the Company consistent with their fiduciary duties
• The Non-Executive Directors of the Board select the Executive Director(s) and determine the terms and conditions of employment and the duties of the Executive Director(s). The Executive Director(s), together with the other members of the Group’s Senior Management (together, the “Senior Management”) are responsible for the day-to-day management of the Company, including the Company’s operational development, results and internal development, and for implementing the strategies and overall decisions approved by the Board
• The Board has established an Audit Committee, a Remuneration Committee, a Nomination Committee and a Risk Committee. Terms of Reference for each of these committees are available on the Company’s website (www.torm.com).